Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 75 contracts
Sources: Debenture Agreement (Telanetix,Inc), Convertible Security Agreement (Analytical Surveys Inc), Convertible Security Agreement (Net TALK.COM, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 60 contracts
Sources: Convertible Security Agreement (Protea Biosciences Group, Inc.), Convertible Security Agreement (Protea Biosciences Group, Inc.), Convertible Security Agreement (Protea Biosciences Group, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 53 contracts
Sources: Convertible Security Agreement (Advanced Cell Technology, Inc.), Convertible Security Agreement (Advanced Cell Technology, Inc.), Convertible Security Agreement (Silverstar Holdings LTD)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Debentures shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Debentures so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 46 contracts
Sources: Subscription Agreement (Brampton Crest International Inc), Convertible Security Agreement (Hartville Group Inc), Convertible Security Agreement (Preferred Voice Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 35 contracts
Sources: Convertible Security Agreement (PLC Systems Inc), Convertible Security Agreement (PLC Systems Inc), Convertible Security Agreement (PLC Systems Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Note and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 32 contracts
Sources: Fourth Extension and Amendment Agreement, Convertible Security Agreement (ARJ Consulting, LLC), Convertible Security Agreement (Verus International, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 28 contracts
Sources: Debt Purchase Agreement (Titan Iron Ore Corp.), Debt Purchase Agreement (Titan Iron Ore Corp.), Convertible Security Agreement (Visualant Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Notes shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Notes so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 24 contracts
Sources: Convertible Security Agreement (Oncolix, Inc.), Convertible Security Agreement (Advanced Environmental Petroleum Producers Inc.), Convertible Security Agreement (U.S. Aerospace, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 18 contracts
Sources: Convertible Security Agreement (Awaysis Capital, Inc.), Convertible Security Agreement (NewBridge Global Ventures, Inc.), Convertible Security Agreement (Intellinetics, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 17 contracts
Sources: Convertible Security Agreement (Elio Motors, Inc.), Convertible Security Agreement (Elio Motors, Inc.), Convertible Subordinated Note (GEE Group Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Debentures so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 16 contracts
Sources: Convertible Security Agreement (Cybra Corp), Convertible Security Agreement (Cybra Corp), Convertible Security Agreement (Us Dataworks Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 16 contracts
Sources: Convertible Security Agreement (CV Sciences, Inc.), Convertible Security Agreement (XCel Brands, Inc.), Convertible Security Agreement (XCel Brands, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 15 contracts
Sources: Convertible Security Agreement (American Eagle Energy Inc.), Convertible Security Agreement (CrowdGather, Inc.), Convertible Security Agreement (Foldera, Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series A Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series A Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 9 contracts
Sources: 3(a)(9) Exchange Agreement (Larimar Therapeutics, Inc.), 3(a)(9) Exchange Agreement (Larimar Therapeutics, Inc.), 3(a)(9) Exchange Agreement (Cullinan Oncology, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion Conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion Conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 6 contracts
Sources: Convertible Security Agreement (US Dry Cleaning Services Corp), Convertible Security Agreement (US Dry Cleaning Services Corp), Convertible Security Agreement (US Dry Cleaning Services Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 6 contracts
Sources: Convertible Security Agreement (DOC.COM Inc.), Convertible Security Agreement (Linux Gold Corp), Convertible Security Agreement (Synthetic Blood International Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such shares of Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 6 contracts
Sources: Preferred Stock Purchase Agreement (Premier Power Renewable Energy, Inc.), Exchange Agreement (Converted Organics Inc.), Securities Purchase Agreement (NewCardio, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary documentary, stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted converted, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 6 contracts
Sources: Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (GeoPharma, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Borrower shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Note and the Company Borrower shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Borrower the amount of such tax or shall have established to the satisfaction of the Company Borrower that such tax has been paid.
Appears in 6 contracts
Sources: Convertible Promissory Note (Thermoenergy Corp), Convertible Promissory Note (Thermoenergy Corp), Convertible Promissory Note (Thermoenergy Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall be responsible for all charges of the Transfer Agent in connection with the conversion of the Notes as well as charges incurred for legal opinions in connection with such conversions.
Appears in 5 contracts
Sources: Convertible Security Agreement (Alpha Healthcare Acquisition Corp Iii), Convertible Security Agreement (Alpha Healthcare Acquisition Corp Iii), Convertible Security Agreement (Curative Biotechnology Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the that, Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Discovery Energy Corp.), Debenture Agreement (Discovery Energy Corp.), Convertible Security Agreement (Discovery Energy Corp.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates; provided, provided that however, that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Convertible Security Agreement (Lifevantage Corp), Convertible Security Agreement (Lifevantage Corp), Convertible Security Agreement (Lifevantage Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on Shares upon conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Convertible Security Agreement (Axxess Pharma Inc.), Convertible Security Agreement (Intelligent Highway Solutions, Inc.), Convertible Security Agreement (Sombrio Capital Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Series A Preferred Stock shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series A Preferred Stock so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Securities Purchase Agreement (China Education Alliance Inc.), Securities Purchase Agreement (China Wind Systems, Inc), Securities Purchase Agreement (Malex Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Series B Shares on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Note and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Convertible Promissory Note (Vape Holdings, Inc.), Secured Series B Preferred Stock Convertible Promissory Note (Vape Holdings, Inc.), Convertible Promissory Note (Vape Holdings, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock or Qualified Securities, as applicable, on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Note and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Senior Secured Convertible Note (Stationdigital Corp), Senior Secured Convertible Note (Stationdigital Corp), Senior Secured Convertible Note (Stationdigital Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series B Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series B Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 4 contracts
Sources: 3(a)(9) Exchange Agreement (Pieris Pharmaceuticals, Inc.), Securities Exchange Agreement (Oncothyreon Inc.), Loan and Security Agreement (Cytokinetics Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock and Warrants on conversion of this Debenture Note shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 4 contracts
Sources: Convertible Note Agreement (China Education Alliance Inc.), Convertible Subordinated Note (China Education Alliance Inc.), Convertible Note Agreement (China Education Alliance Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Conversion Shares on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 3 contracts
Sources: Convertible Security Agreement (Spectrascience Inc), Convertible Security Agreement (Spectrascience Inc), Convertible Security Agreement (Spectrascience Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Shares on conversion of this Debenture Series A Preferred Shares shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such Series A Preferred Shares and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: Arrangement Agreement (DecisionPoint Systems, Inc.), Arrangement Agreement (Comamtech Inc.), Arrangement Agreement (DecisionPoint Systems, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series C Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series C Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: 3(a)(9) Exchange Agreement (Bain Capital Life Sciences Fund, L.P.), Investment Agreement (Spero Therapeutics, Inc.), Securities Exchange Agreement (Oncothyreon Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Series A Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series A Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: Agreement of Merger and Plan of Reorganization (Eon Communications Corp), Merger Agreement (Vringo Inc), Merger Agreement (Eon Communications Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series D Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series D Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: 3(a)(9) Exchange Agreement (Pieris Pharmaceuticals, Inc.), Underwriting Agreement (Spero Therapeutics, Inc.), Placement Agent Agreement (Cascadian Therapeutics, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof of such shares upon transfer shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 3 contracts
Sources: Interest Contribution Agreement (First Capital Real Estate Trust Inc), Interest Contribution Agreement (Photomedex Inc), Note Purchase Agreement (Jishanye, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on Shares or Existing Series A Convertible Preferred Shares upon conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 3 contracts
Sources: Convertible Security Agreement (Wizard World, Inc.), Convertible Security Agreement (Wizard World, Inc.), Subscription Agreement (Wizard World, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series X Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series X Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Heska Corp), Investment Agreement (Cti Biopharma Corp), 3(a)(9) Exchange Agreement (Cidara Therapeutics, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Series A Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series A Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 3 contracts
Sources: Merger Agreement (Telik Inc), Merger Agreement (Telik Inc), Merger Agreement (Telik Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Notes shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Issuer shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Notes so converted and the Company Issuer shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Issuer the amount of such tax or shall have established to the satisfaction of the Company Issuer that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Promissory Note (The3rdBevco Inc.), Convertible Promissory Note (The3rdBevco Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Series C Preferred Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Settlement Agreement (GEE Group Inc.), Security Agreement (GEE Group Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Security Agreement (Wild Craze, Inc.), Convertible Security Agreement (Wild Craze, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates; provided, provided that however, that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.. . By accepting the benefits of the Securities, Holder hereby covenants, agrees, represents and warrants the following:
Appears in 2 contracts
Sources: Debt Subordination Agreement (Spy Inc.), Debt Subordination Agreement (Spy Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on Conversion Share upon conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Security Agreement (MamaMancini's Holdings, Inc.), Convertible Security Agreement (Sports Field Holdings, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series Y Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series Y Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 2 contracts
Sources: Investment Agreement (Biotechnology Value Fund L P), Investment Agreement (XOMA Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Ortec International Inc), Securities Purchase Agreement (Harvey Electronics Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Note shall be made without charge to the Holder hereof Payee for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Payee and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Unsecured Promissory Note (Saint James CO), Unsecured Promissory Note (Saint James CO)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Series A Preferred Stock shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series A Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 2 contracts
Sources: Preferred Stock Purchase Agreement (Computer Software Innovations Inc), Preferred Stock Purchase Agreement (Computer Software Innovations Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Issuer shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company Issuer shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Issuer the amount of such tax or shall have established to the satisfaction of the Company Issuer that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Security Agreement (Gulfstream International Group Inc), Convertible Security Agreement (Gulfstream International Group Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Security Agreement (Western Power & Equipment Corp), Convertible Security Agreement (Western Power & Equipment Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such shares of Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Heron Therapeutics, Inc. /De/), Securities Purchase Agreement (Greenman Technologies Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series E Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series E Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 2 contracts
Sources: 3(a)(9) Exchange Agreement (Pieris Pharmaceuticals, Inc.), Underwriting Agreement (Cascadian Therapeutics, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 2 contracts
Sources: Convertible Note Agreement (American Tonerserv Corp.), Convertible Note Agreement (Genesis Pharmaceuticals Enterprises, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion Conversion of this Refinancing Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion Conversion in a name other than that of the Holder of this Refinancing Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (US Dry Cleaning Services Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on Shares upon conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this such Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (New Frontier Energy Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so Debentureso converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Securities Agreement (American Scientific Resources Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Preferred Stock shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock Conversion Shares and Warrants on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates; provided, provided however, that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for --------------- shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock Shares on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Senior Secured Convertible Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Senior Secured Convertible Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Securities Purchase Agreement (Ibsg International Inc)
Transfer Taxes. The issuance of certificates for shares of the Preferred Stock and Common Stock on conversion Exchange of this the Subordinated Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion Exchange in a name other than that of the Holder holder of this the submitted Subordinated Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Reorganization Agreement (US Dry Cleaning Services Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Convertible Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Convertible Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Petrosearch Energy Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any United States’ documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Guardian Technologies International Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Conversion Shares on conversion of this Debenture the Series J Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series J Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Exchange Agreement (Elite Pharmaceuticals Inc /Nv/)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Conversion Shares on conversion of this Debenture the Series E Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series E Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Strategic Alliance Agreement (Elite Pharmaceuticals Inc /De/)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Hardwired Interactive, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Preferred Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted Note and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: 12% Convertible Note (Sionix Corp)
Transfer Taxes. The issuance of certificates for shares of the Series A Preferred Stock or Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Conversion Shares shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Entia Biosciences, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Shares on conversion of this Debenture the Series A Preference Shares shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Series A Preference Shares so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Asset Purchase Agreement
Transfer Taxes. The issuance of certificates for shares of the Common Stock Restricted ADSs or ADSs on conversion exercise of this Debenture Warrant shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion exercise in a name other than that of the Holder of this Debenture so converted Warrant and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall Preferred Stock will be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall will not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such shares of Preferred Stock and the Company shall will not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall will have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Securities Purchase Agreement (Bridgeline Digital, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on Conversion Shares upon conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary documentary, stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted converted, and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Senior Unsecured Convertible Note Purchase Agreement (Vitesse Semiconductor Corp)
Transfer Taxes. The issuance of certificates for shares -------------- of the Common Stock on conversion of this Debenture Convertible Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Convertible Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Petrosearch Energy Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Auriga Laboratories, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock or Pubco Common Stock on conversion of this Subordinated Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Subordinated Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Mojo Ventures, Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Shares on conversion of this Debenture Series B Preferred Shares shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such Series B Preferred Shares and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Arrangement Agreement (DecisionPoint Systems, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Note Agreement (Franklyn Resources Iii Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture the Series C Preferred Stock shall be made without charge to the any Holder hereof for any documentary documentary, stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder registered Holder(s) of this Debenture so converted such shares of Series C Preferred Stock and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Preferred Stock shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Preferred Stock so converted and the Company Corporation shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Securities Purchase Agreement (Waverider Communications Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Series A Preferred Stock shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of 39 Series A Preferred Stock so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Preferred Stock Purchase Agreement (Family Home Health Services, Inc.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Conversion Shares on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Orbital Tracking Corp.)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Series A Preferred Stock shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such shares of Series A Preferred Stock so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. Section 7.
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Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company Issuer shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Issuer or the Company the amount of such tax or shall have established to the satisfaction of the Company Issuer that such tax has been paid.
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Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall Series A Preferred Stock will be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall will not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such shares of Series A Preferred Stock and the Company shall will not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall will have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Securities Purchase Agreement (Air Industries Group)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on upon conversion of this Debenture Series G Preferred Stock shall be made without charge to the any Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that (a) the Company Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Holders of this Debenture so converted such shares and (b) the Company Corporation shall not be required to issue or deliver such certificates unless or until the person Person or persons Persons requesting the issuance thereof shall have paid to the Company Corporation the amount of such tax or shall have established to the satisfaction of the Company Corporation that such tax has been paid.
Appears in 1 contract
Sources: Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note or any interest on this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Transfer Taxes. The issuance of certificates for shares of the Common -------------- Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Trinity Learning Corp)
Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof Holders thereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
Appears in 1 contract
Sources: Convertible Security Agreement (Las Vegas Gaming Inc)
Transfer Taxes. The issuance of certificates for shares of the Common Stock Restricted ADSs or ADSs on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
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Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture the Grid Note shall be made without charge to the Holder Lender hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder Lender of this Debenture the Grid Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
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Transfer Taxes. The issuance of certificates for shares of the Common Stock on conversion of this Debenture Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificatescertificate, provided that the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Debenture such Notes so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid.
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